Patricia J. Schmeda
About Patricia J. Schmeda
Patricia J. Schmeda, age 59, has served on Oil-Dri Corporation of America’s Board since 2023. She is the Global Chief Information Officer at Wahl Clipper Corporation and brings credentials in information technology, digital transformations, enterprise project management, and cybersecurity governance. She holds a B.A. in Economics from the University of Illinois Chicago (1990) and an MBA in Operations and Logistics from Benedictine University (2006) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Wahl Clipper Corporation | Global Chief Information Officer | Current (start date not disclosed) | Leads enterprise IT strategy, business intelligence, and cybersecurity framework |
| Elkay Manufacturing Company | Chief Information Officer & VP of IT | 2010–2022 | IT leadership; digital transformation and enterprise project execution |
| A. M. Castle & Co | VP of IT & Chief Information Officer | 1999–2010 | Senior IT leadership; enterprise systems |
| Stenograph L.L.C.; TCF Bank | Information Technology roles | 1991–1999 | Progressive IT responsibilities |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CIO Professional Network | Member | Not disclosed | Professional networking/knowledge sharing |
| i.c.stars | Executive volunteer | Not disclosed | Community/leadership development |
| WOMEN Unlimited, Inc. | Volunteer mentor | Not disclosed | Mentorship and leadership development |
Board Governance
- Independence: The Board determined Ms. Schmeda is independent under NYSE Corporate Governance Standards .
- Committee assignments: Audit Committee member (committee comprised solely of independent directors) .
- Attendance: In fiscal 2025, all directors, including Ms. Schmeda, attended 100% of Board and applicable committee meetings .
- Executive sessions: Non-management directors hold executive sessions at all regular Board meetings; sessions are presided over by the Lead Director (or Audit Chair if no Lead Director) .
- Board refreshment: She was appointed in March 2023 in part to further the Company’s cybersecurity initiatives .
| Committee | Role | FY2025 Meetings | Attendance |
|---|---|---|---|
| Audit | Member | 4 | 100% (Board/committee aggregate) |
Fixed Compensation (Director Pay – FY2025)
| Metric | FY2025 |
|---|---|
| Fees Earned or Paid in Cash | $57,000 |
| Stock Awards | $0 (no director stock awards in FY2025) |
| Option Awards | Not disclosed (no option grants shown) |
| Change in Pension Value/Deferred Comp Earnings | $0 |
| Total | $57,000 |
Director fee structure (policy details):
- Annual cash retainer: $33,000 .
- Meeting fees: $3,000 per Board/committee meeting attended in person or virtually if virtual is the only option; $1,500 for virtual/phone attendance when in-person is available .
- Select role fees (for context): Audit Chair $15,000; Compensation Chair $10,000; Compensation Committee membership fee $5,000; Lead Director $25,000 .
Performance Compensation (Equity and Incentives)
- New director equity grants in FY2025: None (no stock awards to directors in FY2025) .
- Deferred compensation: Non-employee directors may defer fees into an unfunded plan earning Company long-term cost of borrowing + 1%; Company does not contribute .
Outstanding equity from prior grant:
| Grant Date | Instrument | Shares | Vesting | Status as of Oct 13, 2025 |
|---|---|---|---|---|
| Dec 15, 2023 | Restricted Common Stock | 2,000 | Cliff vests Dec 15, 2025 | Unvested; included in reported beneficial ownership |
No performance-based metrics (e.g., TSR/EBITDA) are disclosed for director compensation in FY2025 .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company directorships | None disclosed in Ms. Schmeda’s biography |
| Interlocks (Compensation Committee/Board) | The Company disclosed no interlocking relationships among its Board/Comp Committee and those of other companies; a law firm relationship involving another director (Nemeroff/Vedder Price) is disclosed, not involving Ms. Schmeda |
Expertise & Qualifications
- IT leadership: Information technology, digital transformations, enterprise project management .
- Cybersecurity governance: Explicitly cited as a governance strength brought to the Board .
- Education: BA Economics (UIC, 1990); MBA Operations & Logistics (Benedictine University, 2006) .
- Audit oversight context: Serves on Audit Committee, which oversees accounting, auditing, financial reporting, internal controls, and compliance with legal/regulatory requirements .
Equity Ownership
| Holder | Common Shares | % Outstanding | Class B Shares | % Outstanding | Notes |
|---|---|---|---|---|---|
| Patricia J. Schmeda | 2,000 | * (<1%) | 0 | — | Includes 2,000 restricted shares awarded Dec 15, 2023, scheduled to cliff vest Dec 15, 2025; no pledging indicated unless otherwise noted |
Footnotes:
- Ownership percentages calculated by the Company using 10,373,180 Common and 4,269,856 Class B shares outstanding as of Oct 13, 2025; shares are not subject to pledges unless otherwise indicated .
Governance Assessment
- Strengths: Independent director with 100% attendance; service on a fully independent Audit Committee; domain expertise in IT and cybersecurity aligned with Board’s stated focus when appointing her in 2023 .
- Alignment: No new director equity grants in FY2025; alignment currently relies on her 2023 restricted stock grant (2,000 shares vesting Dec 15, 2025) and cash fees .
- Related-party oversight: As an Audit Committee member, she participates in oversight of related-party transactions under a formal policy requiring review, director recusal where applicable, and guidelines for ongoing dealings (e.g., Vedder Price, Central Garden & Pet) .
- Notable external ties/conflicts: None disclosed for Ms. Schmeda; the Compensation Committee interlocks section notes no interlocking relationships exist and highlights a separate law firm relationship involving another director, not Ms. Schmeda .
No RED FLAGS specific to Ms. Schmeda (e.g., related-party transactions, low attendance, hedging/pledging) are disclosed in the 2025 proxy; however, the absence of new director equity grants in FY2025 modestly reduces ongoing equity-based alignment versus a typical annual equity program for directors .